Common use of No Conflicts; Required Filings and Consents Clause in Contracts

No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the Shareholder do not, and the performance of this Agreement by the Shareholder will not, (i) conflict with or violate any law, rule, regulation, order, judgment or decree applicable to the Shareholder or by which the Shareholder or any of the Shareholder's properties is bound or affected, or (ii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any of the property or assets of the Shareholder pursuant to, any note, mortgage, contract, agreement, lease, license, permit, or other instrument or obligation to which the Shareholder is a party or by which the Shareholder or any of the Shareholder's properties is bound or affected. (b) The execution and delivery of this Agreement by the Shareholder do not, and the performance of this Agreement by the Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder of such Shareholder's obligations under this Agreement.

No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the Shareholder Purchaser do not, and the performance of this Agreement by the Shareholder Purchaser will not, (i) conflict with or violate any statute, law, ordinance, rule, regulation, order, decree or judgment or decree applicable to the Shareholder Purchaser or by which the Shareholder it or any of the Shareholder's its properties is bound or affected, or (ii) result in any breach of or constitute a default (or an event that with notice or lapse of time time, or both would become a defaultboth) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance Lien on any of the property or assets of the Shareholder Purchaser, pursuant to, to any note, mortgage, indenture or other loan document provision or other contract, agreement, lease, license, permitfranchise, permit or other instrument or obligation to which the Shareholder Purchaser is a party or by which the Shareholder Purchaser or any of the Shareholder's its properties is bound or affected. (b) The execution and delivery of this Agreement by the Shareholder Purchaser do not, and the performance of this Agreement by the Shareholder Purchaser will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder Purchaser of such Shareholder's its obligations under this Agreement.

No Conflicts; Required Filings and Consents. (a) The Neither the execution and delivery of this Agreement by Agreement, nor the Shareholder do notconsummation of the transactions contemplated hereby and compliance with the terms hereof, and the performance of this Agreement by the Shareholder will notviolate, (i) conflict with or violate any law, rule, regulation, order, judgment or decree applicable to the Shareholder or by which the Shareholder or any of the Shareholder's properties is bound or affected, or (ii) result in any breach of a breach, or constitute a default (with or an event that with without due notice or lapse of time or both would become a defaultboth) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any of the property or assets of the Shareholder Subject Shares pursuant toto any provision of, any trust agreement, loan or credit agreement, note, bond, mortgage, contractindenture, lease or other agreement, leaseinstrument, permit, concession, franchise, license, permitjudgment, order, notice, decree, statute, law, ordinance, rule or regulation applicable to such Shareholder or to such Shareholder’s Subject Shares or other instrument property or obligation to which the Shareholder is a party or by which the Shareholder or any of the Shareholder's properties is bound or affectedassets. (b) The execution and delivery of this Agreement by the such Shareholder do not, and the performance of this Agreement by the such Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreignGovernmental Body (as defined in the Merger Agreement), except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not not, individually or in the aggregate, prevent or materially delay the performance by the such Shareholder of such Shareholder's any of his obligations under this Agreement.

No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the such Shareholder do not, and the performance of this Agreement by the such Shareholder will not, (i) conflict with or violate the trust agreement, Certificate of Incorporation or Bylaws or other similar organizational documents of such Shareholder (in the case of a Shareholder that is a trust, corporation, partnership or other legal entity), (ii) conflict with or violate any law, rule, regulation, order, judgment or decree Law applicable to the such Shareholder or by which the such Shareholder or any of the such Shareholder's ’s properties is bound or affected, affected or (iiiii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any of the property or assets of such Shareholder or (if such Shareholder is a corporation, partnership or other legal entity) any of its subsidiaries, including, without limitation, the Shareholder Shares, pursuant to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which the such Shareholder is a party or by which the such Shareholder or any of the such Shareholder's properties ’s assets is bound or affected. (b) The execution and delivery of this Agreement by the such Shareholder do not, and the performance of this Agreement by the such Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder of such Shareholder's ’s obligations under this Agreement.

No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the Shareholder such Stockholder do not, and the performance of this Agreement by the Shareholder such Stockholder will not, (i) conflict with or violate any statute, law, ordinance, rule, regulation, order, decree or judgment or decree applicable to the Shareholder such Stockholder or by which the Shareholder it or any of the Shareholder's its properties is bound or affected, or (ii) result in any breach of or constitute a default (or an event that with notice or lapse of time time, or both would become a defaultboth) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any of the property or assets of such Stockholder, including, without limitation, the Shareholder Shares, pursuant to, any note, mortgage, indenture or other loan document provision or other contract, agreement, lease, license, permitfranchise, permit or other instrument or obligation to which the Shareholder such Stockholder is a party or by which the Shareholder such Stockholder or any of the Shareholder's its properties is bound or affected, except for any such breaches, defaults or other occurrences that would not prevent or delay the performance by such Stockholder of its obligations under this Agreement. (b) The execution and delivery of this Agreement by the Shareholder such Stockholder do not, and the performance of this Agreement by the Shareholder such Stockholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder Stockholder of such Shareholder's its obligations under this Agreement.

No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the such Shareholder do not, and the performance of this Agreement by the such Shareholder will not, (i) conflict with or violate the trust agreement, Certificate of Incorporation or Bylaws or other similar organizational documents of such Shareholder (in the case of a Shareholder that is a trust, corporation, partnership or other legal entity), (ii) conflict with or violate any law, rule, regulation, order, judgment or decree Law applicable to the such Shareholder or by which the such Shareholder or any of the such Shareholder's properties is bound or affected, affected or (iiiii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any of the property or assets of such Shareholder or (if such Shareholder is a corporation, partnership or other legal entity) any of its subsidiaries, including, without limitation, the Shareholder Shares, pursuant to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which the such Shareholder is a party or by which the such Shareholder or any of the such Shareholder's properties assets is bound or affected. (b) The execution and delivery of this Agreement by the such Shareholder do not, and the performance of this Agreement by the such Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder of such Shareholder's obligations under this Agreement.

No Conflicts; Required Filings and Consents. (a) The execution and delivery of this Agreement by the Shareholder do not, and the performance of this Agreement by the Shareholder will not, (i) conflict with or violate the trust agreement, limited partnership agreement or other similar organizational documents of Shareholder, (ii) conflict with or violate any law, rule, regulation, order, judgment or decree Law applicable to the Shareholder or by which the Shareholder or any of the Shareholder's properties is bound or affected, affected or (iiiii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, or result in the creation of a lien or encumbrance on any of the property or assets of Shareholder or any of its subsidiaries, including, without limitation, the Shareholder Shares, pursuant to, any note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument or obligation to which the Shareholder is a party or by which the Shareholder or any of the Shareholder's properties assets is bound or affected, except any such conflict, violation, breach, default or creation of rights or creation of liens or encumbrances which would not prevent or delay the performance of Shareholder's obligations hereunder. (b) The Except as set forth on Schedule 3.2(b) hereto, the execution and delivery of this Agreement by the Shareholder do not, and the performance of this Agreement by the Shareholder will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority, domestic or foreign, except (i) for applicable requirements, if any, of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "EXCHANGE ACT"), and the HSR Act and (ii) where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder of such Shareholder's obligations under this Agreement.